Schahin II Finance Company (SPV) Limited Notice to Scheme Creditors of the Completion of Its Restructuring and the Occurrence of the Restructuring Effective Date

GRAND CAYMAN, Cayman Islands–(BUSINESS WIRE)–Terms used but not defined in this notice have the same meanings as in the explanatory statement dated 26 September 2018 (the “Explanatory Statement“) relating to the proposed scheme of arrangement between Schahin II Finance Company (SPV) Limited (the “Issuer”) and those persons having a beneficial interest as principal in the US$750 million of senior secured notes with a coupon of 5.875% and with a final legal maturity date of 25 September 2023 (the “Notes“) issued by the Issuer pursuant to an Indenture dated 28 March 2012 (the “Scheme Creditors“) under section 86 of the Companies Law (2018 Revision).

NOTICE IS HEREBY GIVEN that all Scheme Conditions under the Scheme between the Issuer and the Scheme Creditors have now been satisfied in accordance with the terms of the Scheme:

a)

the Sanction Order has been granted by the Cayman Court and the Scheme Effective Date has occurred;

b)

the Amended and Restated Indenture has been executed and is held in escrow;

c)

the Amended Vessel Mortgage has been executed and is held in escrow; and

d)

the Chapter 15 Order has been entered by the U.S. Bankruptcy Court granting comity and giving full force and effect to the Scheme in the United States.

Significance of the Restructuring Effective Date

Pursuant to clause 4 of the Scheme, by publishing this notice on the Information Agent Website, the Issuer has triggered the Restructuring Effective Date. The significance of the Restructuring Effective Date is that, with effect from November 8, 2018:

a)

the Indenture will be amended and restated as set out in Annex A to the Scheme;

b)

the Amended and Restated Indenture will become effective;

c)

the Amended Vessel Mortgage will become effective;

d)

the Issuer will issue the New Notes to the New Lenders;

e)

contemporaneously with the issue of the New Notes, the proceeds of the New Financing will be provided to the Issuer;

f)

each New Lender will therefore become the beneficial owner of its pro rata share of New Notes (as determined by that New Lender’s Voting Value); and

g)

each Scheme Creditor irrevocably covenants with the Issuer and the Indenture Trustee for the benefit of the Issuer and each of the Protected Parties, to the extent permitted by law, that it will not act other than in accordance with the Amended and Restated Indenture and this Scheme.

The Restructuring is now complete. Save for any particular internal or regulatory compliance actions which may apply to a specific Scheme Creditor, there are no further actions for Scheme Creditors to take with respect to the Scheme and the Restructuring.

Further Information

For more information on this notice, please contact Ben Hobden of Conyers Dill & Pearman, Cayman Islands legal counsel to the Issuer, at ben.hobden@conyersdill.com.

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